Ultimate Spider Man: Fantasy Reality
by newbienovelistRD
Summary: Spider Man ends up in a magical world where fairy tales are real. While at the same time, the Web Warriors must contend with the sudden appearances of famous fairy tale children!
1. Down the Drain

**A new friend named sunnyflight530 helped me out with this one! Enjoy!**

* * *

Spider Man landed on a tree branch in Central Park and stretched. He had just finished fighting off a couple of bank robbers that obviously weren't very good. They had cowered the minute he had showed up.

After his quick break, he was going to head back to S.H.I.E.L.D.

Once the triskelion was seen, Spider Man swung in and was about to make a perfect landing until something appeared.

It looked like a well.

"What the-?!"

Spider Man wasn't able to stop himself as he fell into the well.

"WHOOOOOAAAA!" The hero fell deeper and deeper. As he fell, he noticed this well was rather deep.

"Geez, this feels like I'm going through a wormhole." Spider Man noted. "I wonder if this place leads to another spider-verse?"

A light came at the end. Spider Man shot out of the well and into the air, twisting around in midair. When he fell back down to earth, he managed to land on his stomach with his arms splayed out.

Spider man stood up, and flexed his arms and legs. "Well, that was extremely painful." Then he shrugged. "Whatever. It doesn't-" Spidey faltered and stared at the big castle that was less than a mile from where he was standing.

"Spidey, you are definitely not in New York anymore…" Spider Man turned around and stared.

The well was gone.

"Okay...there goes my ride."

Spider Man decided to head towards the castle. He saw how blue the sky was, how bright the sunshine was, birds chirped sweetly as they flew over the superhero's head.

"Wow, that well certainly took me to a nice place." Spider Man said. "No crowded streets, no polluted skies, and no picklepuss reporters with their mellons on the big screen."

Spider Man was getting closer to the castle when he spotted a lovely girl walking in a field of flowers.

Once he saw the girl, Spider Man froze. "Whoa..."

A beautiful girl smiled as she picked a flower. Her hair was ebony and her eyes were violet. She wore a purple dress that complimented her slender figure and white skin.

Spider Man just stood there and stared at this girl. She was so lovely, maybe even hotter than Mary Jane!

He watched the girl put the flower up to her nose and smelled it until the flower suddenly died in her hand.

"Huh?" Spider Man blinked. He looked and saw the girl frown and dropped the dead flower.

"Uh, excuse me." Spider Man called out.

The girl turned and her eyes widened. "Whoa!" She was more than a little surprised by this costumed stranger.

"Yeah, sorry about the outfit." Spider Man said. He bowed. "Enchanté. And you are?"

The girl stared at Spider Man for a full minute. "I'm Raven Queen. And _you_ are?"

"Spider Man, at your service." the friendly neighborhood superhero said. "So, Raven, where exactly am I?"

"This is Ever After." said Raven. "I take it you're not from around here."

"Well, I certainly don't follow the dress code, if that's what you're saying." Spider Man joked.

Raven laughed a little. "So, what brings you here?"

"Would you believe that I fell into a magic well and ended up here?"

"Hmm, a magic well, huh?" Raven pondered for a moment.

And then a voice so sweet it could have been made of honey. "Raven! Who are you talking to?"

 _'Whoa, Mama!'_ Spider Man blurted out in his head, googly-eyed.

Coming his way was a girl with long, wavy hair that looked like it was made from gold. Her eyes were bright blue and beautiful. And she wore a white and red dress that went with the red bow crown in her hair.

"Oh!" The golden haired girl put a hand over her red lips. "Who's this?!"

"This is Spider Man." Raven introduced. "Spider Man, this is Apple White."

Spider Man blinked. "Wait, Apple White?" Something about her name sounded familiar.

"Yes, Apple White, like Snow White. She's my mom."

Spider Man shook his head and backed away. "Whoa, whoa, whoa, whoa! Snow White?! Like the fairy tale?!"

"Yes, of course." Apple said. A few birds flew down and landed on Apple's shoulders. "Hello, little ones." she said sweetly.

 _'Am I being punked or something?!'_ Spider Man was beyond baffled. Snow White can't be real. Or her children.

Can they?

"So...Snow White is real?!"

"That's right, very real." Apple confirmed.

"So...is that why you've got birds on you?" asked Spider Man.

"I don't like to brag, but yeah." Apple said as the birds perched on her fingers. She gave then a little push and they flew off.

"And what's really amazing is that she never gets bird poop on her." Raven said.

"Raven!" Apple chuckled as she nudged her friend.

Now Spider Man was really curious. "So...if Apple is Snow White's mom, then what about you, Raven? Who's your mom?"

Raven and Apple were stunned by Spider Man's question. They shared a look, saying that they were unsure if they should tell him.

"Come on, Apple told me who her mom is, why can't you?" said Spider Man.

"Well, it is fairest...I suppose." Apple said, wary.

"Okay," Raven began. "Apple's mother is Snow White whereas my mother is...the Evil Queen."

"The Evil Queen?!" Spider Man said. "As in, the one who poisoned Snow White?!"

Raven nodded.

"As in, 'Mirror, Mirror, on the wall. Who's the fairest of them all?'"

"Unfortunately." Raven sighed out. "Mirror gazing has always been a bad habit of my mother's."

"So...you guys are friends?" Spider man never would have thought the children of Snow White and the Evil Queen would be chummy together.

"We are, but our moms sure aren't." Raven replied. "They've been at each other's throats for a long time."

"Mom was always the popular one in school and the Evil Queen couldn't stand it." Apple added.

"There's a lot of things my mother can't stand." said Raven. "Like being nice, innocence, goodness, empathy, compassion, kindness." She counted them all on her fingers.

"Wow, sounds like you have it pretty rough, your Majesty." Spider Man said.

"You can just call me Raven." the kind girl said. "So, Spider Man, what's your story?"

"Uh, me?" Spider Man pointed to himself. "Well, my story is kind of long."

Raven arched a brow. "We've got nothing else on our schedules."

"Actually, Raven, I promised to meet up with Briar and Ashlynn at Hocus Latte. That's why I came here. Do you want to come?"

"Sure, why don't you join us, Spider Man?" Raven asked.

"Well, I don't know..." Spider Man really should he getting back to New York.

"It's okay for you come! We can show you around." Apple said sweetly, she batted her shining blue eyes.

That's all it took.

"On second thought..." The web-head gushed. "Lead on."

"Whoa..." Spider Man took in the sights as he followed Apple and Raven.

"This is the Village of Book End." Apple said.

Spider Man was impressed. It was a humble, but bustling place. It wasn't as big as New York City, but it was a lot cheerful looking and pleasant smelling.

But most of the townsfolk were giving the masked hero confused looks.

"Gee, I must be getting popular already." Spider Man said.

"Well, your outfit sure catches a lot of eyes." Raven said. "Did you make it yourself?"

"Yeah, and I know, I look like a circus clown." Spider Man droned.

"What? No, I like it. I think it's cool." Raven said honestly.

Spider Man cocked his head back. "Really? You actually _like_ my costume?!" Never was he used to hearing that. Many people thought Spider Man's costume was ridiculous.

"Yeah, it's an original." Raven smiled. "I like original thinking."

Apple smiled. "I like it too. I think the red is a nice touch."

Raven chuckled. "That's no surprise, Apple. You love the color red. It reminds you of your favorite food."

"Well, what can I say? I can't say no to apples!" Apple smiled and batted her eyelashes.

Some boys nearby saw her charming expression and rushed to her, offering her apples.

"Whoa!" Spider Man took a step back. "Where did they come from?!"

"It happens when you're the fairest of them all." Raven said.

Apple gladly took the fruits and put them in her apple shaped purse. "How enchanting!" She took one and was about to eat it.

Suddenly, Spider Man's spidey sense tingled. "Whoa! Don't touch that apple!"

Apple stopped before she could take a big bite. "What?! What's wrong?"

Spider Man looked at the apple. "There's something wrong with this apple, it could be poison" He opened the apple in half and inside he found a squirmy green insect. "Never would have thought worms still lived in apples..."

"Whoa! How'd you know that worm was in there?" Raven asked.

"It's my Spidey sense." Spider Man explained while throwing the apple away. "It's like a sixth sense that alerts me to danger."

"That's amazing!" Apple said. "Thank you!"

"My pleasure. Just don't eat apples unless you know where they came from!" The superhero told her.

"How about we go to Hocus Latte so we can talk?" Raven said. "I still want to know how you got here."

"Hocus Latte?" Spider Man tilted his head.

"Yeah! You'll love it there!" Apple took his hand and they walked off.

However, a swan hiding behind the garbage can was watching them, eavesdropping on the whole thing.

The swan morphed into a ballerina with black hair streaked with white. She frowned unpleasantly.

It was Duchess Swan, daughter of the Swan Queen.

And if there's one thing she can't stand, it's someone saving her rival Apple White.

"That costumed freak ruined my plan! That worm would have really messed up Apple!" Duchess hissed. "Time to go black swan on that stooge!"


	2. Blondie Lockes and the Three Spiders

Meanwhile in New York, the magic well appeared in a backyard in Queens.

A figure was shot out of the well just as Spider Man was. She screamed as she flew out and landed on the grassy terrain.

"Oooh..." She grained as he held her head. "Where am I?"

The girl had beautiful golden curls. Her hair was held back by a blue hair bow shaped like a bear on the middle. She dusted off her pale blue dress and her large blue eyes grew at the sight of her surroundings.

"Holy porridge spill!" She took out her tablet, but it looked like a mirror. "This is Blondie Lockes here! I fell through the mysterious well and now I've ended up in a whole new world!"

The girl named Blondie filmed the lovely flower garden. "I'm not sure where I am or why I'm here, but this seemingly normal world must have a lot to offer!"

She came to the back door. Blondie found out that the door was locked. So she took out a bobby pin from her hair, picked the lock and like magic, the door was unlocked.

Blondie kept filming as she entered the house.

"By the looks of it, this house appears to be pretty average." Blondie reported. Her nose caught a tasty smell.

Blondie followed the smell into the kitchen, where she spotted a pizza box sitting on the counter.

"Oooh! Pizza!" Blondie put her MirrorPad down and opened the box. "Cheese pizza! Now that sounds just right!" She grabbed a slice and took a bite. "MMM! Not too crispy, not too cheesy, it's just right!"

Before she knew it, Blondie began devouring the pizza until a few slices were left.

"Oh, that was the perfect pizza!" Blondie rubbed her full belly. "And I think I ate too much..."

Blondie trudged into the living room to rest her stomach. She saw a chair and took a seat.

She frowned. "Too lumpy."

Blondie sat in another chair. It creaked when she sat. "Too squeaky. AAAAH!" She screamed when one of the chair's legs snapped off. Blondie got up and regained her composure.

Then, Blondie spotted a couch with a good, warm blanket draped over it. She sat down, then slowly laid down and pulled the blanket over herself. "Ah, this couch is just...right..." She closed her eyes and started to snore.

* * *

Spider Man's friends, Agent Venom, Iron Spider, and Kid Arachnid landed in the backyard.

Also know as Flash Thompson, Amadeus Cho, and Miles Morales.

"Where the heck is Spidey at?" Venom said. "We ordered the pizza like he wanted, and then we go on a wild goose chase all over Manhattan for him!"

"Maybe something came up, Flash." Kid Arachnid said. "Y'know Spider Man always has a crammed schedule."

"Uh, guys, has that well always been there?" Iron Spider pointed to the well.

"Huh. I don't remember Mrs. Parker putting a well there." said Agent Venom.

The well disappeared.

The three heroes stared.

"Oookay...that was weird." Flash said.

"As always." Miles said. "Hey, look! The back door's open! Do you think Peter came back?" asked Ben.

"That depends. Let's check it out." Flash said.

The boys came in. The first thing they saw,

"HEY! Someone ate all the pizza!" Flash exclaimed. "They are so dead!" His growled in his deep Venom voice.

"Calm down, Flash. It's not the end of the world." Cho told his friend.

Kid Arachnid looked in the living room. "Uh, guys. I think the culprit didn't get far."

The boys looked and saw someone sleeping on the couch. They came over and stared at the snoring lump.

"Hey, they broke May's favorite chair!" Agent Venom pointed to the broken chair. "She's not gonna like that!"

"So...someone breaks in, eats our food, breaks a chair, and we find them asleep?" Kid Arachnid said. "Maybe it's Goldilocks under here." he joked. He yanked off the covers and the boys barely hid their surprise.

"It is Goldilocks!" Agent Venom shouted.

His shout awoke Blondie. She opened her eyes and screamed seeing the three strangers.

And they screamed too.

Blondie was so scared, she jumped off the couch and ran towards the front door.

"Hey! Wait!" Flash yelled.

But Blondie was already out the door and ran right out of the house.

You could have heard a pin drop in the house. The three heroes could only stand there, a million questions filling their heads.

"Did that just happen?" Iron Spider said at last.

* * *

Blondie kept running down the street. "Who the hex were those guys?!" she panted. "But still, this is gonna be big news for my Mirrorcast show!"

She gasped, then screeched to a halt. "Wait a spell! My MirrorPad! I left it behind!" Blondie turned the other way and ran back to the house.

But once she stepped inside, she was hit by a sticky substance that held her against the wall.

"HEY! What's going on?!"

She saw the strangers, the one in the black suit held up her MirrorPad. "Looking for this?"

"We had a feeling you'd come back for it, but we didn't think you'd come for it so soon." Iron Spider said.

Agent Venom came close to her face. Blondie quivered in fear looking into his white rimmed, lifeless eyes.

"So, "Goldilocks", what do you think you're doin' here?" Agent Venom hissed. "Tryin' to dig up dirt on us? Show your friends?"

"Easy, Venom. Don't scare her to death." Kid Arachnid said.

"Venom?!" sputtered Blondie.

"That's right, Venom." His glare grew intense. "Now, start talking or this is gonna get ugly!"

His voice grew more deep and demonic, Blondie was too scared to speak.

"Come on, man. Go easy on her!" Kid Arachnid said.

"No way, bro! She could be a plant! A cute one, but still a plant!"

Blondie felt her cheeks get rosy. "You think I'm cute?"

Venom snapped his head at her. "I'm asking the questions here! Now start talking or I'll-!" He held up the MirrorPad and stuck his knee out.

"NOOOO! DON'T!" Blondie screeched. "DON'T BREAK THAT! MY WHOLE LIFE IS ON THERE!"

"THEN START TALKING!" Venom snapped.

"OKAY! OKAY!" Blondie started talking as fast as she physically could.

"My name is Blondie Lockes, daughter of Goldilocks and I'm from Ever After. I came here because I was investigating a mysterious well that appeared outside my school and started reporting, then I fell down the well and I ended up here and I started recording for my MirrorCast show, then I came here and I ate your pizza and it was so good but when I eat too much I get very tired so I rested on the couch and fell asleep! I didn't mean any harm! I'll never come back here again! JUST DON'T BREAK MY MIRRORPAD!"

She panted for air as the boys just stared.

"Uh...okay." said Venom. Perhaps he was too good at interrogation.

"So, you came out of the well that we saw in the backyard?" Iron Spider said.

Blondie nodded.

"And...you're some kind of reporter?" Kid Arachnid inquired. "For a...MirrorCast show?"

Blondie nodded.

"And Goldilocks is your mom?!" Agent Venom asked.

Blondie nodded. She shifted in the webs. "Uh, whatever this goop is, can you get it off me now?"

"Hold on a sec." Iron Spider took the MirrorPad from Venom's hand and began investigating it. He went through many photos and saw pictures of her smiling with pretty girls.

They looked like innocent selfies any teenage girl would take.

"I think she's telling the truth, Venom." Miles confirmed.

"Alright, but don't try anything funny!" Agent Venom released Blondie from his webbing. He even picked out the webs from her hair.

"Thanks," Blondie lifted her head up to look at the mysterious black soldier. "So...who, or what are you?"

"Sorry, can't tell you. I have a secret identity, it's part of being a superhero." Agent Venom replied.

Blondie gasped and her eyes were big as two bowls of porridge. "A superhero?! How hexciting! I've got to have you on my show!" She ran over to grab her MirrorPad, but Iron Spider held it away from her. "Hey! What gives?!"

"Sorry, Blondie. I can't let you have this just yet."

"What do you mean?! I just confessed!" Blondie said sharply.

"That depends, your story sounds quite skeptical." the genius spider said. "I mean, Goldilocks's daughter? That's just plain crazy."

"I don't think she'd make up something crazy like that if it wasn't true." Kid Arachnid said.

"Well, alright." Cho said. "But I'm still hanging on to this. We've got a lot more questions to ask you."

Blondie pouted and crossed her arms. "Fine, just don't break it!"


	3. Hocus Latte With A Hint Of Wicked

At Hocus Latte, there were many puzzled and awkward glances at Spider Man when he entered the building.

Poor Spidey felt like a alien pod person in a room full of scientists.

As Apple, Raven, and Spider Man were about to order, a girl with platinum white-blonde hair flew right in front of them, whacking Apple with her iridescent wings.

"Hey!" Spider Man snapped.

"Faybelle!" Raven said, her eyes flashing.

"I'll have a caramel hocus latte." the human-sized fairy named Faybelle ordered casually.

She turned to them with a sneer. "Oops, didn't see you there." She scowled her attention to Spider Man. "And what's with you? Is the freak show in town?"

"Says the girl with wings coming out her back." Spider Man snipped back.

Faybelle's face went dark, a blue glow filled her eyes.

Raven cut in between them before things got ugly. "Just back off, Faybelle."

Apple leaned close and frowned at the bad fairy. "Be nice to Spider Man, He's new here and that means he's not used to your...wickedness."

Faybelle's frown did not leave her face. "Fine, I'll give him one chance." She walked up to Spider Man's face. "And you just blew it. Consider yourself warned."

Then she took her drink and flew off.

"Geez, talk about attitude." Spider Man said.

"Don't mind her. That's Faybelle Thorn." Apple said. "She's not nice to anyone."

The trio got their lattes and took a seat together.

"So, what exactly is this world?" asked Spider Man.

"This is the world of Ever After, where the sons and daughters of famous fairytale go to Ever After High to follow in the footsteps of our fairytale parents to follow tradition and relive the famous fairy tales of our parents."

Apple put a hand over her heart. "And I chose to follow the path of my mother and becomes the next Snow White, and become queen of Ever After."

"But not all of us want to be like our parents." Raven pointed out. "I want to write my own destiny as a rebel." Raven said. "And not be anything like my mother."

"So...let me get this straight." Spider Man pointed at Apple. "You want to be the next Snow White and get poisoned with a bad apple?"

Apple nodded.

He pointed at Raven. "And you don't want to be an Evil Queen and not poison Apple here?"

Raven nodded.

"How's that gonna work?"

Apple looked a little sad. "I'm not sure. But I know that Raven shouldn't be forced to be someone she's not. I tried to convince her to be evil more times than I want to remember, but I learned that she's too good to be evil."

"I don't see anything wrong with that." Spider Man said. "In fact, if everyone had Raven's moral compass, my world would be a much better place."

Raven smiled. "Thanks, Spider Man."

"You can call me Spidey." The teen hero winked at them.

"So, what's it like in your world, Spidey?" Apple asked. "Are there other spider people like you?"

"Yup, we call ourselves the Web Warriors. And I do need to find a way to get back to them, they're probably worried about me."

"You said a magic well brought you here." Raven said. "Was it the Well of Wonder?"

Spider Man blinked. "Well of Wonder?"

"It's a magic well that connects between here and Wonderland. So are you from Wonderland?"

"Uh, no. I'm from New York."

Apple arched a brow. "New York? Never heard of it."

"Same here." said Raven.

Sighing, Spider Man took his latte. "Guess I'm gonna be here for a while." He pulled his mask up halfway and took a sip.

"So...why do you wear that mask?" asked Apple.

"Well...in my world, I'm a hero. So I wear this to protect my secret identity. Y'know how that is."

"I hear ya." Raven complied. "Nothing wrong with heroes being vigilant. But don't worry, Spidey. We'll help you find a way home."

Apple raised her cup. "Here's to helping a new friend."

Spider Man smiled and held up his latte. "Here! Here!"

The trio toasted their drinks.

The door to Hocus Latte opened, but no one came inside.

Someone was leaving.

In an dark alleyway, Faybelle Thorn appeared. She made herself invisible with a spell.

Duchess Swan emerged from the shadows. "So, what did you find out?"

"A lot." said Faybelle. "That spider weirdo is from another world called New York. And the goody twosome are trying to help him get back home." She smiled in a wicked manner. "And I think I found his weakness. He wears that mask to keep his identity a secret."

Duchess smiled just like Faybelle. "Sounds like a weakness to me."

"And that gives me a low-down, rotten, sneaky idea." Faybelle put a hand on her chest. "I should be ashamed of myself for even thinking of it."

Faybelle looked at Duchess. And Duchess looked at her.

They both burst out laughing.

Faybelle took out her phone. "Luckily, I know someone who's all about exposing people's secrets. If Blondie Lockes can't bust this Spider Man, no one can."

The dark fairy dialed the number.

A few moments later, Faybelle growled and angrily hung up. "Pixie sticks!"

"What's up?"

"Apparently, there's no reception wherever Blondie is. Guess we'll have to do this ourselves."

"Nothing wrong with that." Duchess stuck her hand out. "Fairytales of a feather flock together."

Faybelle and Duchess shook hands.


	4. A Meeting Of Madness

Back in New York, Scarlet Spider was swinging through New York looking for Spider Man. "Where is that punk?"

Once Scarlet Spider got word that Spider Man has disappeared, he's been looking all over the city for him.

Scarlet Spider decided to a double check downtown. That's when his eye caught something strange on a rooftop.

A well appeared. A strange glow was seen inside.

"That's different." Scarlet Spider landed in front of the well. Just as he reached a hand towards it, something shot out of it!

"Whoa!" Scarlet Spider looked up at what looked like a person falling down!

"OOF!"

A girl had landed on the hero. "Tea and biscuits! What happened?!" Her eyes popped out when she saw her landing pad. A shiver ran up her spine seeing this masked stranger glaring at her.

"You better get off me before I skewer you." he hissed.

"Oho! Pardon me!" The girl got off and stood up. She offered her hand to help him.

Scarlet ignored the gesture and got up himself. He had to blink to take in this strange girl's outfit. It was decorated with colorful polka dots and stripes and swirls. Her hair was just as wacky, with stripes of turquoise, purple, and blue. An odd little teacup sat on her head.

"Who are you?" asked the hero.

The girl chuckled, grabbed Scarlet's hand and shook it quite vigorously. "I'm Madeline Hatter, daughter of the Mad Hatter! Hello and good-bye! I like say both because it saves time. But you can call me Maddie because it saves time too! Thank you for breaking my fall!

Scarlet frowned. This girl was just as crazy as her choice of clothing.

"And you are?" asked Maddie.

"Scarlet Spider."

Maddie knitted her eyebrows. "Scarlet Spider?" She tapped her chin. "I didn't know they came in other colors. Ooh! Ooh! Wait! Is this a riddle? Are you a riddle? This is a riddle, right?"

As Scarlet Spider's patience with Maddie was being tested, a whistling sound was heard.

"Yay! Tea time!" Maddie took off her hat and pulled out a teapot and teapot. She poured nice hot tea into the cup. She blew it gently and took a sip.

Scarlet Spider stared as Maddie drank the tea she mysteriously pulled out of that hat.

Once she had her fill, Maddie threw the china over her shoulder and looked around. "So, Scarlet Spider. Where am I?"

"I think the the real question is where did you come from?" Scarlet demanded.

"Why, from Wonderland!" Maddie chirped.

"Wonderland? Really?" Scarlet was very skeptical. But he just saw undeniable proof. "Well, that would make sense, you seem pretty mad."

"Thanks!" Maddie leaned closer. "So...what's your story? Is this a fairytale world too?"

"Fairytale world?" Scarlet tilted his head.

Maddie skipped over to the edge of the roof. "Woooooow!" she gasped seeing the tall buildings and view of the cityscape. "This place is hat-tastic!" She blinked. "But...what IS this place?"

"It's New York City." Scarlet said, walking up to her. "So, how did you end up here?"

"Well, I was going to the Well of Wonder to get some creative ideas for hat designs when this other magic well appeared right in front of me! Curiouser and curiouser, I leaned in to get a closer look, then I lost my footing and fell in! And then I ended up falling and falling and I shot out of the well like a bandersnatch on fire! And then I landed on you and then you threatened to skewer me and then-"

"You're telling the story all over again!" Scarlet yelled.

"Oh! Sorry!" Maddie smiled sheepishly.

Scarlet Spider groaned and slapped his forehead. "Something tells me I'm in for a long day..."

Just then, Scarlet Spider heard screaming.

"Sounds like trouble." Scarlet looked down and saw a crowd of people running. He pointed at Maddie. "Stay here."

Maddie watched in fascination as Scarlet Spider jumped off the building and skillfully landed in front of the crowd.

"What happened here?" he asked a terror-stricken woman.

"A monster!" the woman screeched. "It was huge! And hairy! I was just walking and then it jumped out of the alleyway with it's claws about to tear me apart!"

"Well, what did you do then?"

The woman frowned. "Are you kidding? I got myself out of there! I'm not sticking around where there's a monster!"

Scarlet Spider sighed. "You did the right thing."

"Yeah! Monsters can be scary!"

Scarlet jumped. Right next to him was Maddie Hatter.

"What the-?! How did you get down here?!"

Maddie smiled. "I ran down."

A pause.

"I'm not even gonna ask." Scarlet Spider said. "Fantastic, now I've got you and a monster to deal with."

"Don't worry, Scarlet Spider! I'll help you find him!" Maddie volunteered.

The doubtful hero crossed his arms. "Really? You know anything about monster hunting?"

"Nope!" Maddie chirped. "So, Ma'am! Where do you think the monster went?"

"Uh...it was heading towards Queens, I think."

"Then let's go!" Maddie grabbed Scarlet by the hand and started running off.

"Hey!" Scarlet yelled.

"To Queens!" Maddie stopped running. "Uh, where's Queens?"

Scarlet Spider yanked his arm out of her grip. He looked at Maddie square in the eye. "Listen, punk. You're on my turf, so you do what I say and no pulling me around, got it?"

Maddie pouted. "Well, you don't have to be rude!"

"Just get on my back and hang on."

Maddie did as told and hung on tight. Scarlet Spider shot out his webs and began swinging their way to Queens.


	5. Fairytale Thief

As they enjoyed their lattes and chatted, Spider Man was enjoying this Fairytale world. It's a good thing he ran into Apple and Raven.

The door chimed open.

"Hey, Apple!" a voice called out.

Spider Man saw two more lovely ladies. One girl had a delicate crown nestled on her long, strawberry-blonde hair that flowed over her shoulders. Her dress was light blue decorated with coral pink flowers and gold vines.

The other girl had wavy, milk-chocolate brown hair with streaks of magenta. Her dress was pink with black lacework at the edges. A pair of sunglasses shaped like a crown perched on her head.

When they saw Spider Man, they cast very confused looks.

"Girls, I'd like you to meet our new friend, Spider Man, from the land of New York." Apple introduced. "Spider Man, this is Ashlynn Ella, daughter of Cinderella. And Briar Beauty, daughter of Sleeping Beauty."

Spider Man waved. "Sup."

"Um, hi." Ashlynn said. "Nice to meet you."

"Hi, nice-" Briar let out a yawn. "outfit."

"Yeah, it's one of a kind." said Spider Man. "So, Cinderella and Sleeping Beauty, huh? Your stories are really popular where I'm from."

"Thanks, but what story are you from?" asked Briar. "And what's with the costume?"

"Well, that's the thing. I'm not a fairytale. I'm from another universe and I got here by mistake. So I'm stuck here temporarily." Spider Man explained. "As for the costume, I'm a superhero, so stylish threads are a given."

"Superhero, huh?" Briar sat next to him. "That's pretty cool. I've never met a superhero before."

"So, why do you call yourself Spider Man?" asked Ashlynn, taking a seat next to Raven. "Can you talk to spiders like I can talk to animals?"

"Uh...no." Spider Man said. "I just have spider powers. And what do you mean talk to animals?"

"You see, my mom Cinderella has always been at one with nature. For generations, my story has been creating the magic that makes the birds sing and the flowers bloom. Which is why I have a special connection with nature."

Spider Man blinked. "Wow, I didn't know that story was so deep."

"A lot of fairytales have magic within them. Like my story upholds the royal tradition of helping others. And it's not just my story, but for all fairytales. If anyone else needs a helping hand, they can count on me to help their story's magic grow."

"What about you, Briar?" asked Spider Man.

Briar looked surprised by his question. "Uh, well, Sleeping Beauty is very important to the entire fairytale community. It has romance and a lot of magic behind it. Of course, I have to fall asleep for a hundred years, but-"

"Whoa! Back up!" Spider Man cut her off. "Sleep for a hundred years?! I don't remember that being part of the story!"

"What are you talking about?" Raven said. "Of course Sleeping Beauty falls asleep for a hundred years."

"Don't tell me you don't know the whole story of Sleeping Beauty!" Apple said.

"Well, I saw parts of the movie, but don't remember much."

Briar stared at Spider Man. She couldn't believe his words.

"Okay! So my fairytale history is a little rusty." Spider Man admitted. "So, how does the story go?"

Briar sighed. "Okay, it goes like this. The story begins with my family throwing a big birthday bash for me and invites the entire kingdom. Everyone except one; the Dark Fairy. In anger, she crashes the party and curses me to sleep for a hundred years by pricking my finger on a spindle."

"Uh, what's a spindle?"

Briar dipped her head. Then she took out her Mirrorpad and showed him a picture of a spinning wheel. She pointed to where the spindle was.

"Ooooh, okay." Spider Man said. "Then what happens?"

"I fall asleep for a hundred years then my Prince Charming comes to wake me with a kiss and live happily ever after, The End."

"So, you get cursed to sleep for a hundred years just to have some prince wake you with a kiss?" asked Spider Man. "Sounds like a bogus deal if you ask me."

Briar's face had a regretful look. "Yeah, I know. But Faybelle's really looking forward to the day she curses me and-"

"Wait a minute!" Spider Man cut her off again. "Faybelle?" He looked at Raven. "You mean that fairy girl we ran into earlier?!"

"Yeah, Faybelle's the Dark Fairy's daughter from Sleeping Beauty." Raven said. "Sadly, she chose to be a villain and gladly accepts that role." She rolled her eyes.

"What's to be gained from that?" asked the stunned hero.

"Because Faybelle's destiny to be the next Dark Fairy in the retelling of Sleeping Beauty." Apple shrugged. "As one who chooses to be a villain, she must uphold the wicked traditions of her destiny."

"Man, no wonder she acts like a villain." Spider Man finished his vanilla Hocus latte. "So, you guys know a place I can stay until I find a way back home?"

"Perhaps I can talk with Headmaster Grimm and see if there's an extra room for you." Apple said. "I'm sure he'll understand."

"Headmaster Grimm?"

"Yeah, he's the headmaster of our boarding school, Ever After High." Briar said. "But I'm not sure he'll let someone like you."

"Maybe we can give you a whole new look!" Ashlynn eagerly took out her MirrorPad. "What's your shoes size? I can order you some hexcellent footwear from The Glass Slipper!"

"And Ashlynn's pretty good with a needle and thread! We can design a wickedly cool outift for you!" Raven said.

"Hex, we can just go shopping!" Briar announced.

"Yeah!"

Spider Man smiled. These may be fairytale princesses, but they acted just like normal teens.

"That's sweet, girls. But I'm good with my normal duds." said the superhero.

Someone came into the cafe. She wore a golden dress trimmed with faux brown fur. Her wavy brown hair hung to her hips. When Spider Man saw her, he thought he was seeing double.

"Huh?! Two Briars?!"

The Briar lookalike paused. She took off her glasses to make sure she wasn't seeing things. "Who are you?!"

Briar chuckled. "Relax, Rosabella. This is Spider Man. Spider Man, this is my cousin Rosabella Beauty, daughter of Beauty and the Beast."

"Really? Cool!" Spider Man was excited to meet this princess. "I love Beauty and the Beast! What's it like having a beast for a dad?"

Rosabella didn't seem eager to answer his question. "It's great. I-I don't mean to sound rude, but I'm looking for Daring! Have you girls seen him?"

"Daring?"

Raven shook her head. "Nope, haven't seen him."

"Me neither."

"Sorry."

"No. Sorry, Rosabella."

The young beauty sighed. "Where could he be? I haven't seen him all day!"

"Uh, who exactly is this Daring?" asked Spider Man.

"He's one of the princes who goes to Ever After High with us." Apple said. "Everyone thought Daring was the prince for my story." She smiled sadly. "But he wasn't."

"Turns out, he's destined to be Rosabella's beast!" Raven said. "Which makes a lot of sense in hindsight."

The girls nodded and voiced their agreements.

"Really? How so?" Spider Man asked curiously.

"Well, being the most good looking Prince in school, Daring has many admirers." Raven said. "His biggest admirer: himself."

"Not to mention his blinding smile makes you see spots for weeks." Briar added.

"And his favorite sport is looking at himself in the mirror." Ashlynn mentioned.

Spider Man blinked. "Wow, sounds jerky."

Rosabella frowned at her friends's words. "Guys, how could you say such things? Daring really is beginning to act like a true prince!"

"Oh, yeah?" a snide voice said.

Spider Man saw a ballerina strutting towards them. It was Duchess Swan. "Then where's your big nasty beast at, Beauty?"

Briar sneered. "Duchess Swan." she said with disdain. "Who invited you?"

Duchess sneered back. "I'm here because there's a dragon heading towards the school!"

"A dragon?!" Ashlynn gasped.

"It's the dragon of Withering Heights! It's back!" Duchess said in a panicky tone.

"We have to find Daring!" Apple said. "He's the best dragon slayer in school!"

"Relax, I've got this." Spider Man assured the girls, standing up.

"Have you ever even fought a dragon?!" Raven questioned.

"Well, I've taken down a giant winged goblin with fire powers." Spider Man said with a shrug.

Raven blinked. "Uh, okay..."

"So, where's this dragon at?" Spider Man asked Duchess.

"Follow me!" Duchess headed out the door. Spider Man and the princesses followed him.

As they ran, Spider Man noticed that this Duchess girl was leaping like she was in a dance recital as she ran.

"So, what's with this prima donna?" Spider Man asked Raven.

"She's Duchess Swan, her story is Swan Lake." Apple answered.

"Swan Lake? That's a fairytale?"

Duchess stopped running. She spun on her toes and shot the masked teen a cold look. "SERIOUSLY?! Even a feather brain knows that Swan Lake is a fairytale! It takes a special je ne sais quoi to be this kind of fairytale royalty!"

Spider Man blinked. "Je ne say what now?"

"Ugh! It's that indescribable quality that makes a person stand out from the flock." Duchess said. "And I'm-"

"Duchess!" Raven interrupted. "Shouldn't we be focusing on the upcoming dragon attack?"

To their confusion, Duchess smiled. "Oh, don't worry. The dragon's not the real problem."

Apple put her hands on her hips. "What do you mean, Duchess? What are you up to?"

Duchess's face fell. She looked around. "Uh, hello?"

Nothing happened.

"There's no dragon attack, is there?" Raven said.

"HELLO?!" Duchess shouted. "What the hex, Fay?!"

Faybelle appeared out of thin air, startling Spider Man. "WHOA!"

"Sorry, Duchess. Something just came up." In Faybelle's hand was her phone. She had a serious look on her face.

"What do you mean 'something just came up?!'" Duchess snapped. "What about the plan?!" She pointed at Spider Man. "You were suppose to unmask him!"

"Unmask me?!" said Spider Man.

Faybelle landed on the ground. "This isn't about that loser anymore! This is something way bigger!" She looked at Spider Man and scoffed. "Besides, he's probably just some no-name under that mask."

"Okay, wait, wait, wait, wait, wait. You two planned on taking off my mask, but something came up and now you're abandoning you own plan to expose my secret identity?" Spider Man explained.

"Pretty much." said Faybelle.

Spider Man stared. "I'm...having mixed feelings about this."

"Duchess..." Raven and the girls glared at the Swan princess.

"Uh..." Duchess took a few steps back. "Gotta fly!" She turned herself into a swan and flew away.

"This place has some villains..." Spider Man said as he watched the swan fly off.

"So what exactly came up that you had to call off your evil plan, Faybelle?" asked Briar.

"It's something so wicked, even I can't believe it!" Faybelle's eyes darkened. "The spinning wheel from Sleeping Beauty's castle is missing!"

"WHAT?!" the princesses exclaimed.


	6. The Beast of Queens?

In Queens, Spider Man's aunt, May Parker, pulled into her driveway.

She got out of the car with her groceries. At that moment, Scarlet Spider and Maddie Hatter arrived.

"Oh! Ben!" May nearly dropped her groceries. "You startled me!"

"Sorry, May." said Scarlet Spider.

Maddie poked her head beside Scarlet Spider. "So, your name's Ben?"

"Huh? Who are you?" May blinked twice seeing this brightly colored girl.

"This is Maddie Hatter." Scarlet Spider said. "Maddie, this is May Parker."

Maddie took May's hand and began shaking it. "Well, tea-riffic to meet you, May Parker!"

"Uh, thank you." May said, unsure.

Just then, the Web Warriors came out with Blondie Lockes.

"Blondie!" Maddie chirped.

"Maddie!" Blondie ran down the steps. Maddie gave the blonde girl a hug.

"So, you guys picked up a weirdo too?" Scarlet Spider asked his team.

"Actually, we caught her eating our pizza and sleeping on the couch!" Agent Venom said. "This is Blondie Lockes, Goldilocks's daughter."

"Funny, cause I found the daughter of the Mad Hatter." Scarlet Spider thumbed over to Maddie.

"Wait, Goldilocks? The Mad Hatter?" May was beyond befuddled. "What is going on here?!"

"We can explain, Ma'am." Blondie said.

Maddie suddenly gasped and pointed to the backyard. "Look! Over there!"

Everyone looked, but there was nothing there.

"I...don't see anything." Blondie said.

"No, I saw something!" Maddie ran to the backyard.

"Wait!" Scarlet Spider and the others followed the young hatter. She went behind the house and saw the back door shut. Someone had went inside.

"Someone's in my house!" May ran up to the back door. She tried to open the door, but something was keeping it closed.

May banged on the door. "Come out of there! I saw you!"

"Wait a tick!" said Maddie. She skipped up to the door. "Excuse me! Are you the monster that's been seen around here?"

"I am not a monster!" a strangely gruff voice shot back.

"Yep, it's the monster." said Maddie.

"Monster?!" Blondie gasped. She took out her Mirrorpad. "I got to report this!"

Iron Spider snatched her Mirrorpad. "For the last time, no reporting!"

"What the hex?! How am I suppose to get a story then?!" Blondie complained.

The back door cracked a little. "Blondie? Maddie? Is that you?"

Maddie gasped. "The monster knows our names!"

"Who are you?!" May demanded to know.

"It's okay, Mister Monster. We mean you no harm!" Blondie said, trying to ease the situation.

"Blondie! It's me, Daring!"

Blondie and Maddie gasped. "Daring?!"

"Daring?" Agent Venom echoed.

"He goes to school with us." Blondie said. "But how did you get here, Daring? And why are you hiding?"

"I...I simply can't tell you!" Daring responded.

"Are you hiding from someone?" asked May.

"No! Everyone!"

Now May felt bad for this Daring. He must be under a lot of stress. "Please, uh, Daring, we may not know what's going on. But nothing is going to be solved just standing around here." May spoke from her heart. "You can trust us. You have to come out of there."

Silence.

Then, the door opened a little more.

"Promise you won't scream?"

A bit stunned from his question, but May braced herself. "I promise."

May heard him take a deep breath. "Alright, here I am."

The door opened.

May, Maddie, Blondie and the Web Warriors gasped.

Daring wasn't human.

He was at least seven feet tall and hulking. His hands and face were covered in white fur. He wore a letter jacket that was ripped at the sleeves and a pair of blue pants held up with a rope belt. He had no shoes on, just furry clawed feet.

Instead of a regular nose, he had a polar bear's giant black snout!

The heroes were speechless.

"Uh...hello, Daring." May finally said.

Maddie rubbed her eyes. "Daring?!"

"What happened?!" Blondie exclaimed. "You're a beast?! Again?!"

Daring cringed, feeling the shocked looks everyone was giving him. "I know!" he sobbed. "I'm hideous!"

"No! Don't be upset!" May said calmly.

"I have every right to be upset!" he said, sobbing. "How could this have happened to me twice?! TWICE?!" He started bawling his big blue eyes.

Scarlet Spider started rubbing his forehead. "Okay, this is just too much weird going on. Even for us."

Maddie pulled some tea from her hat. "Now, now, Daring. It could happen to anyone." She handed him a warm cup of tea. "Here, have some Wonderland rosebud tea."

Daring was about to take a sip until he started to cough, then it became choking. He dropped the teacup and got down on all fours. A large white ball of fur emerged from his mouth.

Everyone stared at the grotesque scene.

"Is that a hair ball?" asked Kid Arachnid.

"I think it is." said Agent Venom.

Horrified, Daring resumed his crying. "Oh, Rosabella! Where are you when I need you?!" he wailed.

"Rosabella?" May said. "Is she your girlfriend?"

Daring managed to stop crying. "What? Girlfriend?!" He felt a little flushed. "No! We're just friends, that's all."

"Oh, really? That's not how I saw it." Blondie giggled. "Last time when you became a beast, you and Rosabella had a spark going on!"

"No! Last time I became a beast was just a fluke! Sure, Rosabella is nice, and sweet, and pretty, and smart, and..." He smiled and dug his toe in the ground. "charming, and..."

His voice trailed off when he saw the smiling faces of his friends.

"What?!" he snapped.

Maddie giggled.

"So, how did you get here, Daring?" asked Blondie.

"Well, I was taking a walk back in Ever After. Then all of a sudden a well mysteriously appeared before me! I looked into the well and then I got distracted."

"Distracted by what?"

Daring's whiskers twitched happily. "Well, I got distracted seeing myself in the water's reflection." He grinned his fangs and brushed his hair back.

"Figures..." Blondie whispered to Agent Venom.

But Daring frowned. "But all of a sudden, something didn't feel right. The air around me suddenly got cold and then, someone pushed me into the well! When I woke up, I was a beast and found myself in this world!"

Maddie gasped. "That sounds like the well I fell in!"

"Me too!" Blondie said.

"So, from the sound of it, a magic well that travels from place to place is bringing people from your world here to ours." Iron Spider deduced.

"Then we better find this well before anymore fairytale freaks show up." said Scarlet Spider.

"Hey! I resent that!" Blondie said.

"I resent it too!" Daring complied.

Maddie shrugged. "I don't mind."

"But how are we suppose to find a well that randomly teleports from place to place?" Kid Arachnid said.

Maddie snapped her fingers. "I know! We can check with my magic well app!"

"Magic well app?" Scarlet Spider said.

"Yep!" Maddie reached into her hat and pulled out her Mirrorphone. "Let's see..." She checked the app and got the results. "A-ha! The well will appear in...Times Square?" She pondered. "Times Square? Is that another riddle?"

"No, it's a location that we need to go to if you guys ever wanna get back home." Scarlet Spider said. "So let's get moving."


	7. Search for the Spinning Wheel

"The Spinning Wheel?" Spider Man said, confused.

"You mean the cursed spinning wheel?!" Apple exclaimed. "It's missing?!"

"Uh, yeah! That's what I just said!" Faybelle snipped. "My mother hext-messaged me what happened and I'm gonna get to the bottom of this!" He squeezed her fist. "Someone must have stolen it! Whoever took the spinning wheel is gonna pay!"

"Why? It's just a spinning wheel." said Spider Man.

Faybelle flew right up in Spider Man's face. "Excuse me?! The cursed spinning wheel is not just a spinning wheel! It possesses powerful dark magic you can't possibly imagine!"

"She's right." Briar said, pushing Faybelle away from the hero. "The spinning wheel is very dangerous. And if it's in the wrong hands, it could spell trouble."

"So, there's a magic wheel thief on the loose, huh?" Spider Man said. "I say we investigate the scene of the crime."

"Good idea." Ashlynn said. "The spinning wheel is usually kept at Sleeping Beauty castle. So, we're gonna need a ride there."

"I got this." Raven said. She held her hands up and wiggled her fingers.

But Faybelle shoved her aside. "Not so fast, Queen! The story Sleeping Beauty is MY turf! So let ME handle this."

Briar was not surprised. "Faybelle has a thing about inviting herself." she whispered to Spider Man. "Plus, she can't resist a chance to show off."

"Oh, come on, Briar." Faybelle said. "You and I both know that no one messes with our story. Especially the part with the century long snooze." Her eyes sparkled.

"How about you focus on getting us to the castle?" Spider Man said sternly.

"Fine, fine." Faybelle hovered off the ground and began waving her arms like a cheerleader. "Two, four, six, eight! To Beauty Castle, we can't wait!"

There was a swirl of fairy dust around the group, and in a flash, they disappeared.

* * *

"We're here!" Faybelle said.

When the dust cleared, Spider Man found himself standing before an enormous pink marble palace. Vines adorned with red, radiant roses grew up the walls.

"Wow!" Spider Man breathed out.

Briar smiled. "Home sweet home."

"I've never seen so many roses in my life!" Spider Man was amazed at the enchanted foliage.

"Yeah, I don't mind the roses. But the gardeners have to keep a close eye on the thorny vines. Otherwise, they would be all over the castle."

Faybelle grinned proudly. "Yep, my mom really did a number on this place."

Spider Man turned to Faybelle. "Your mother did this?!"

Briar looked frightened. "She did. When my mother fell asleep, the Dark Fairy summoned a forest of thorns around the castle, shielding it from the outside world and preventing anyone from disturbing the Sleeping Beauty."

"And it's been that way for a hundred years." Faybelle said, laughing. "Good times."

"Oh, gag." Raven said under her breath. "Let's just get going!"

Briar went up to the porch. She lifted up a garden pot and picked up the spare key to the castle doors.

The doors swung open an door they entered the main hall. There was a circular room with a staircase that wound round and round into darkness.

As the girls walked to the stairs, Spider Man noticed that Briar froze in place. She was trembling.

"Hey, Briar. You okay?" Spider Man asked.

"I-I'm sorry. It's just...those stairs lead to the highest turret of the castle, the forbidden room where my mother fell asleep when she pricked her finger on the spindle..." Her quivering grew. "And I...I..."

Spider Man put his hands on her shoulders. "Briar, it's gonna be okay." he said. "I promise you won't be falling asleep on my watch."

"HEY! Come on, you chickens!" Faybelle called out, flying up the staircase.

Spider Man shook her head. "I can't believe you go to school with her."

"Neither can I."

They all went up the stairs and came to the attic door. With shaky hands, Briar opened it.

The room was quiet, dead, and cold. A shaft of light from the window fell on the spotted where the dreaded spinning wheel was supposed to be.

"The spinning wheel! It really is gone!" Briar sounded relieved, she even smiled a little.

"What the hex?!" Faybelle zipped into the room. "I can't believe it! It really is gone!"

"Relax, little fairy." Spider Man said. "Let's just look around and find some clues. I'll search the top, you girls check below."

Spider Man and the girls looked around old furniture and knick-knacks for anything out of the ordinary. Spider Man crawled up to the ceiling and inspected the open window.

"Found something."

"What is it?" Raven said.

Spider Man saw a strange substance on the windowsill. It was white and sparkly. He touched it, it felt cold. "I think it's...frost."

"Frost? But it's summer!" Apple said, confused.

"Spider Man, do you think you can bring me up there so I can take a look at that frost?" asked Ashlynn.

Spider Man jumped down, picked up Ashlynn, and brought her to the windowsill.

Ashlynn took out her MirrorPad. "Let's see what my winter app says about this."

"Winter app?" Spider Man inquired.

"Yes, as a princess of nature, I have to have these kind of apps on hand." Ashlynn scanned the frost and got the results. "I thought so! This is enchanted frost! So it doesn't melt like normal frost! Someone well adept at ice magic must have stolen the spinning wheel."

"Do you girls know any villains with ice powers?" asked Spider Man.

Faybelle shook her head. "Not that I know of."

"The only person I know who has ice powers is Crystal Winter and her family." Ashlynn said.

Spider Man and Ashlynn returned to the floor. "Who's Crystal Winter?"

"She's the daughter of the Snow Queen." Apple said. "She and her family live in their ice castle above the clouds."

"But why would Princess Frostbite want with my spinning wheel?" Faybelle said.

"Fay, Ashlynn and I have known Crystal since spellementary school. She would never steal anything. Especially not the spinning wheel." Briar said.

"Then I say we head up to this castle in the clouds and have a talk with Crystal Winter." Spider Man suggested.


	8. Something Sinister

In Times Square, the Web Warriors and the fairytale teens arrived. The citizens stared at them, but most of them screamed when they saw Daring.

"All these beautiful ladies and they're afraid of me..." Daring moped.

"Don't worry, Daring. I'm sure once we get back to Ever After High, we'll find a cure!" Blonde said.

"So, where's the well at?" asked Iron Spider.

Maddie checked her magic well app. "It...should...be...over...over...over..."

"Out with it!" Scarlet Spider snapped. "Geez! You're more of a pain than Spider Man."

Maddie made a pouty face as she went back to her app. "The well should be..." She pointed ahead. "Over there past that huge crowd of people in our way."

The Hatter was pointing to a huge crowd of people. It looked something strange was going on and everyone was dying to see it.

"I think we found our well!" Blonde chirped. "But we gotta get past all these people!" She turned back to Daring the Beast. "Daring, perhaps you could...?"

Daring let out a sigh. "Alright, fine."

The beastly prince stepped forward and cleared his throat a few times.

Kid Arachnid blinked. "Uh, what's he-"

 ** _"ROOOOOOOOOOOAAAAAAAAAR!"_**

Daring roared as loudly as he could. The mighty roar shook the air itself. People screamed and scattered away like roaches.

"Wow!" Agent Venom said, after uncovering his ears.

Despite most of the crowd fleeing, only one person didn't run away.

"Farrah!" Maddie, Daring, and Blondie gasped.

"Farrah?" Kid Arachnid echoed.

This Farrah the teens said was a girl with long, wavy baby blue hair and held a sparkly wand in her hand. She had silver wings on her back.

Farrah's periwinkle eyes doubled seeing the fairytale teens. "Oh, my goodness!"

Maddie giggled with glee as she skipped to the winged girl and gave her a hug. "Farrah! Holy Tea Trays! Didn't hexpect to see you here!"

Farrah returned her hug. "Maddie! Blondie!" She gasped when she saw Daring. "And...a beast?!"

"Farrah! It's me, Daring!" he said, upset. "I've been cursed again!"

"Oh, great. Who do we have here now?" asked Scarlet Spider.

"Everyone, this is Farrah Goodfairy, daughter of the Fairy Godmother!" Maddie introduced.

Farrah smiled and gave a friendly wave. "Pleased to meet you."

"Seriously?! The Fairy Godmother?! What's next?" said Agent Venom.

"Wait a spell! Farrah! You can help me!" Daring said. "Use your magic to make me handsome again!"

"I don't know, Daring." Farrah said, tapping her chin. "I read about beast magic and don't think my glamor spells can work."

"Hello? The well, people!" Iron Spider butted in.

Daring held up a paw. "The well can wait." he said. "Come on, Farrah! Work your magic!"

Hesitant, Farrah waved her wand and a trail of sparkling fairy dust circled around Daring.

Daring's jacket was fixed, but Daring was still a beast.

"I'm sorry, Daring. I tried to tell you." Farrah put her wand away. "You're under a curse, there's nothing I can do."

"Now can we focus on the well?" an impatient Iron Spider said.

"Well? You mean the magic well Meeshell and I fell through?" Farrah said. "It's already disappeared."

Maddie checked her app. "She's right! The well is gone and out of range!"

"Hold on! Did you say Meeshell?" Blondie cut in. "She's here too?"

Farrah nodded. "Yes. Meeshell and I were on our way to the Enchanted Lake when this well appeared out of nowhere!"

"And let me guess, you fell through it?" Scarlet Spider said.

"Well, Meeshell has never seen a well before, so she got close to it. But when she looked down into it, she was sucked in! I tried to pull her out but we both ended up falling in!" Farrah sighed. "We got separated when he came to this world. Meeshell could be anywhere!"

She looked at the Web Warriors. "Um, I don't mean to sound rude, but who are they?"

"These are the Spider Soliders!" Maddie said triumphantly.

"That's Web Warriors!" Kid Arachnid said.

"I see, I love your costumes!" Farrah said, her eyes twinkling. "Such lovely designs!"

"Farrah has a knack for fashion." Blondie said with a wink. "So, the well is gone and Meeshell is somewhere in this city?"

"I say we find Meeshell before we do anything else." said Farrah. "In a world like this, she must be scared and confused!"

"Well, what does this Meeshell look like?" Scarlet Spider asked.

Farrah was going to explain until,

 **CRASH! BOOM!**

A huge explosion came from one of the buildings. A winged creature flew out from the smoke and fire.

It was the Green Goblin.

"Well, look at this!" he mused seeing the shocked Web Warriors. "So many spiders to squash!"

"What the hex is that?!" Blondie yelped.

Agent Venom grabbed her. "It's the Goblin! We have to get you guys out of here!"

But someone was blocking their path. A mercenary in an armored suit that resembled an insect.

"Beetle!" Agent Venom.

Beetle aimed his blasters and fired. Agent Venom and Blondie jumped out of the way in time.

Iron Spider was suddenly zapped from behind. He cried out in pain and fell to the ground.

It was Kraven the Hunter and Scorpio. "Not so tough without that fancy suit are you, child?" Kraven mused.

"Look out!" Maddie gasped and pointed to a large man charging their way.

"HERE COMES THE JUGGERNAUT!" boomed the super villain.

Everyone made way as he charged towards them.

The Goblin laughed as he landed before the heroes. "How do you like my new warriors, Spider Men?"

Goblin's new team consisted of Beetle, Juggernaut, Kraven, and Scorpio.

"What are these people?!" Daring blurted out.

"What are we?" Kraven repeated. "That doesn't sound right coming from a monster like you."

"I am not a monster!" Daring roared. "I am a prince!"

Kraven stared. Then he and his partners laughed.

"Sure you are." Kraven laughed. "But whatever you call yourself, you'll make quite a trophy!"

Daring gulped. He was too young to be a throw rug.

"Behold! My new Sinister Six!" Goblin bragged.

"Six?" Maddie said. "But there's only five of you."

The wicked goblin flashed a fanged grin. "I'm glad you mentioned that, my dear."

A torrent of water shot down onto the street. Everyone gaped as the water formed into the shape of a man.

"Miss me?" Hydro Man said with malice in his words.

"Hydro Man!" Kid Arachnid gasped.

"Any last words, Web Warriors?" Goblin asked.

"Yeah," Scarlet Spider unsheathed his stingers. "You punks just dug your own graves!" He turned to the fairytale teens. "You guys get out of here! We'll handle this!"

Maddie saluted. "Okay! Let's go!"

The girls and the beast ran off to safety as the Web Warriors began to square off with the new Sinister Six.


	9. Cold as Ice

Riding on a sleigh above the clouds, Spider Man and the girls were heading for Winter castle.

"So, what's this Crystal Winter like?" asked Spider Man.

"Oh, she's Ever After awesome!" Briar said. "With just a wave of her wand, she can make an instant snow day!"

"Crystal and her family are also responsible for bringing Winter to the land." Apple said.

"Cool! Literally!" Spider Man joked.

"Now, as soon as we get to Crystal's palace, it's interrogation time!" Faybelle said.

"No, Faybelle!" Raven said. "We're not interrogating anyone. We just need to ask Crystal and see what she knows."

"Oh, come on! Where's the fun in that?" the dark fairy grumped.

"Less fighty, more looky!" Spider Man pointed to the ice palace. "There it is!"

Winter Palace was a castle made of sheer, beautiful ice. It was unlike anything Spider Man has ever seen. It was more impressive than Briar's castle!

"Whoa!" Spider Man was the first to jump out of the sleigh. "This place is awesome!"

"And...freezing!" Ashlynn said, shivering from the cold.

"Allow me." With a flick of Raven's hand, all of her friends were wearing warm and stylish winter clothes.

"Neat trick!" Spider Man complimented. "You've got mad magic skills, Raven!"

Raven smiled. "Thanks."

Faybelle rolled her eyes. "Oh, my fairy godmother. Let's just move, people!"

The group of friends looked up at the enormous ice doors of the palace.

Spider Man rubbed his hands together. "Stand back, ladies. I got this."

With both hands on the door, Spider Man pushed the doors open.

However, there was no one around.

"Crystal? Crystal!" Ashlynn called out. Her voice echoed against the ice walls.

Spider Man's Spidey sense tingled.

"LOOK OUT!" Spider Man instinctively grabbed Raven and Briar and jumped out of the way.

He had just dodged a blast of magic dust that hit the others. The girls gasped and struggled to breath, they staggered wearily and began to fall asleep on their feet.

"It's the magic from the spindle!" Briar exclaimed. "It's putting them to sleep!"

One by one, the fairytale girls fell over and were all sound asleep.

"APPLE!" Raven was about to rush to help her friend, but Spider Man shot his webs out and pulled Raven away before she was hit by another blast.

"The next one won't miss!" a cold voice snapped.

Standing at the top of the staircase was a blue-skinned snow elf with wild snow-white hair and violet eyes that drilled into Spider Man and his friends relentlessly.

In her hand was a blaster weapon of some kind. It was connected to a container that held all the magic dust from the spindle.

"Who are you? One of Santa's helpers?" Spider Man joked.

"The name's Frost, Jackie Frost." the cold-hearted snow elf sneered. "But you can call me your Majesty! I'm the new queen of winter!"

"You're not the queen of winter! Crystal's the rightful ruler!" Briar shot back. "What have you done to her?!"

Jackie curved her violet lips. "She's put to sleep just like her family. Putting those flake-heads to sleep was easy as frostberry pie."

"So you took the spinning wheel and harvested all it's magic to make that weapon?!" Briar was outraged.

"And with that power, you single-handedly took over Winter Kingdom." Raven concluded.

"That's right." Jackie smiled as she stroked her weapon like it was her child. "I love you, power."

"Something tells me you don't date much." said Spider Man.

Jackie's face went from blue to red with fury. "Very funny, ya little freak!" She aimed her blaster and fired. Spider Man gtabbed the girls and dodged again.

"Raven! Briar! Get the girls out of here!" Spider Man ordered.

"But what about you?!" Raven said.

"I'll be fine. Leave Miss. Ice Queen to me!"

"You?! You can't take her on all by yourself!" Briar said.

"Don't worry, Briar." Spider Man leered his eyes at Jackie. "I can handle this."

Raven and Briar had no choice. They hurried over to their friends and Raven used a teleportation spell to get them out of there.

"You should have left with them." Jackie said. "Now, you're in for a hundred year snooze, Bug face!"

Jackie fired the magic dust, but Spider Man kept dodging. She fired and fired, but Spider Man kept dodging with ease.

"Bug face? Ooh! What a burn!" Spider Man said sarcastically. "Who writes your jokes? The same bum who does your hair?"

Now Jackie was boiling mad like a bull seeing red. She threw down her weapon. "THAT'S IT!"

Jackie took out the staff of winter! A powerful magical object that only the Snow King wields. And now, it was in Jackie's evil hands!

She enticed the magic energy from the staff. Purple and pink sparks swirled around her, she grew taller and taller until she reached the ceiling. She was now an ice giant!

"I don't need magic dust to put you down!" Jackie roared. She charged at Spider Man and stomped her foot, trying to smash him. "I'll just squash you like the bug you are!"

"Whoa! Now that's a growth spurt!" Spider Man hopped on the walls trying to get away. Jackie smashed her fists against the walls, trying to smash her prey.

"HOLD STILL SO I CAN SMASH YOU!" Jackie demanded.

"Sorry! You didn't say please!" Spider Man joked. No matter what the danger is, he can't help making jokes.

But Jackie wasn't having it. With all her newfound strength, she slammed her two fists into the wall, causing it to crumble.

The wall was falling to pieces. And with no wall, Spider Man lost his footing!

The hero fell to the ground. Jackie reached out to grab her but Spider Man reacted fast and jumped away. Then he thwipped his webs at Jackie's knees and started spinning around her.

"HEY! What are you-?!"

Spider man just kept spinning around the ice giant. Tying up her legs.

Jackie realized to one late that's she was trapped. Spider Man then flung himself onto another wall, bounced off and punched Jackie right in the jaw.

Spider Man's super-powered punch knocked Jackie over. She fell over and slammed down on the floor.

And the floor started to crumble.

Spider Man's eyes popped out. "Uh-oh!"

The floor collapsed and Jackie the ice giant fell down along with Spider Man!

Spider Man screamed as he fell down floor after floor until they reached the dark abyss. He landed on Jackie with a thud.

"What is this place?" Spider Man looked around and found himself in a cold and dimly lit room.

It was the dungeon.

"Hey! Dude!"

Spider Man looked over his shoulder and saw a boy who looked like Jackie. He was bound with shackles made of ice.

"Can you scratch my nose?" he asked. "It's really itchy!" He gasped. "Whoa! Is that Jackie?!"

"Uh..."

But Jackie wasn't beaten yet. She grinned as she began to get up. "I've had it with you, you little-"

Suddenly, Jackie was blasted with magic spindle dust. She began to snore and she was knocked out cold.

Spider Man turned around.

"Briar?!" Spider Man blurted out.

It was. Briar Beauty strutted into the dungeon like she owned the place. In her hand she had Jackie's dust blaster.

"Hey, Spidey." Briar grinned.

"Wha?! But how?! When did you get here?!" Spider Man sputtered.

"I asked Raven to bring me back here." Briar said as she put Jackie down. "You saved me from the spindle's magic. So I decided to return the favor."

"Wow!" Spider Man was flabbergasted. "You really saved the day, Briar!"

But the princess shook her head. "No, Spider Man. You did. We couldn't have made it here without you. Heck, you tied up Jackie and clocked her with a single punch!"

"Helloooo! Itchy nose here!" the blue boy interrupted.

Spider Man and Briar glared at him.

"Hey! I know you!" said Briar. "You're Jackie's brother, Northwind!"

"Yep! That's me!" said Northwind with a dumb smile.

"What are you doing down here?" asked Briar.

"Well, after Jackie and I put everyone to sleep and took over the kingdom, I grabbed the staff of winter and took it for a spin!" He chuckled. "Even though Jackie told me not to..."

"What exactly did you do with that staff?" asked Spider Man.

"Oh! It was awesome! First, I went to Ever After and shot a well! I was hoping it would freeze, but it made the well act all wonky and it started disappearing and reappearing! Then I saw that Daring guy and used the staff to make him a beast again!"

"What?! You turned Daring into a beast?!" Briar gasped.

Northwind nodded. "Yep! Then Jackie came and pushed him down the well!"

"And the magic well that popped up New York and sucked me in was because of you?!" Spider Man said, his voice rising.

"Sure was!" Northwind laughed. He stopped laughing. "But Jackie caught me and threw me down here." He shrugged. "She maybe cold as ice, but she can get mucho hot under the collar!"

Briar shook her head. "Well, it looks you and your sister will have plenty of time to cool off...behind bars.

Raven Queen came into the dungeon. "Guys! Baba Yaga and I made a potion to wake everyone up!" She held up the vile.

"Awesome! Now, let's give everyone in this castle a wake up call!" Spider Man said.


	10. Fairytales Fight Back

Back in New York, the Web Warriors were having a hard time dealing Goblin and his Sinister Six.

The heroes have their backs against the wall. And the villains haven't had so much as a scratch.

Kraven had subdued Agent Venom with a sonic weapon and now had him trapped in energy cuffs. Kraven stomped his boot against the spider's chest

"First, the Venom symbiote, then that white-furred beast will be mine!" Kraven bragged.

Agent Venom was ready to give the hunter a spider-sized tongue lashing until,

"You want me? HERE I AM!" Daring the Beast roared as he tackled Kraven.

Agent Venom saw Blondie Lockes coming his way. "Venom! Are you alright?!"

"Blondie! You shouldn't be here!" Agent Venom said. "It's dangerous!"

"A good reporter never gives up!" Blondie took out a bobby pin from her curls. "Especially to help her friends."

Blondie stuck the pin into the cuffs and they magically unlocked! Agent Venom was freed!

"Whoa! How did you do that?!"

"It's my magic touch." Blondie said, sticking the pun back in her hair. "I can unlock anything."

"So, you got magic lock powers?! Cool!" Flash was impressed.

Blondie blushed a little. "Oh, it's nothing really..." She twirled a lock of hair.

"Well, isn't this romantic."

The two saw Juggernaught, Beetle, and Scorpio glaring at them.

"I don't like way they're looking at us..." said Blondie.

"Blondie, get behind me!" Agent Venom said. "This could get messy!"

"Excuse me." Someone tapped the hero on the shoulder.

Agent Venom saw it was Farrah Goodfairy. "You don't mind if I handle this, do you?"

"Uh...sure?"

Farrah smiled. "Thank you." The young fairy stepped forward.

Juggernaught just laughed. "You against all three of us? It's your funeral, little girl!"

The villains charged at Farrah.

But Farrah wasnt fazed in the least.

She took out her wand and waved it through the air. Sparkles covered the villains and their bodies glowed brightly.

"AAAAAAH!" Juggernaught stumbled when he felt himself walking on pegs.

Beetle and Scorpio tripped on their dresses. That's right, their DRESSES!

The villains' battle armor and weapons were gone. Now they were wearing glittering ball gowns and glass slippers.

"Oh, MAN!" Agent Venom held his gut, laughing. "I wish I had a camera right now!"

Kraven came hurdling towards the gown-wearing villains and all four of them crashed in a painful heap together.

Daring dusted off his paws. "Hardly a challenge."

Scarlet Spider and Kid Arachnid were trying to keep Goblin from roasting them with his fire powers.

"Time to end this, little bugs!" Goblin blasted another fire blast.

But Maddie Hatter jumped into the fray. She took off her hat and the fire attack got sucked into it!

"Ta-daaaa!" Maddie sang.

"Well, aren't you adorable." Goblin sneered. "So, you think you're a match for me?"

"You betcha!" Maddie said with her hands triumphantly on her hips.

"Maddie! Get out of here!" Scarlet Spider shouted.

But Maddie just reached into her hat.

Goblin laughed his evil goblin laugh. "You against me? This won't take a minute!" He swooped down and was about to strike her.

But then, a huge, scaly creature emerged from Maddie's hat and knocked Goblin with it's tail.

It was a dragon!

"Crumpets! There you are!" Maddie giggled. "I was wondering where you were!"

Scarlet Spider could not believe his eyes. A dragon?! An actual dragon?!

The dragon named Crumpets then exhaled a stream of pink foam from her nostrils. The strange substance completely covered the Goblin, sticking him to the ground.

"What is that stuff?" asked Kid Arachnid.

"Cotton candy!" Maddie said. "Isn't it yummy-dum?" She picked some off the ground and popped it in her mouth.

"Huh. Not bad, punk." said Scarlet Spider. "Guess your little party tricks came in handy."

Maddie smiled proudly as she put her hat back on. "Well, anything can happen when you're a fairy tale!"

"Uh, guys! Hello?!" Iron Spider chided. "I need some help trying to keep Hydro Man from destroying the city!"

It was like watching an apocalypse. Hydro Man was creating his own hurricane. And it didn't held that the water by the city was making him bigger and stronger.

"FACE IT, SPIDERS! THIS ROUND GOES TO ME!" roared the mad water man. "NEW YORK CITY WILL DROWN AT MY FEET! I'M INVINCIBLE!"

He may have a point. The spiders and the fairytale teens had to stop him.

But how? They needed more, they needed-

"STOP!" a dainty voice shouted.

Hydro Man saw a girl with long, pink hair and wearing a dress with a coral top and shimmering blue skirt.

"It's Meeshell!" Farrah said with joy. "Thank goodness you're alright!"

But Hydro Man just laughed. "Looks like I need to set an example." With a giant water hand, Hydro Man grabbed Meeshell, but the girl hardly flinched.

With his power, Hydro Man engulfed Meeshell's body with water!

"He's going to drown her!" Agent Venom was about to stop him, but Blondie stopped him.

"Relax, big guy. Meeshell can handle this."

Hydro Man felt the girl had suddenly escaped his grasp!

"What the-?!"

Suddenly, Hydro Man's body started to spin like a giant whirlpool. "HEY! WHAT'S GOING ON?! STOP!"

Hydro Man couldn't stop himself! He stepped spinning and spinning until he reached the telephone wires!

Meeshell jumped out of him right on time.

 **ZZZZAAAAAAAPPP!**

Hydro Man screamed in pain as he body short-circuited the power lines, electrocuting him.

When the sparks subsided, Hydro Man was laying on the ground, out cold and defeated.

The Web Warriors were looking at Meeshell with their mouths wide open.

Meeshell's dress has become a mermaid'a tail!

"Dude! She's a...mermaid?!" Agent Venom sputtered.

"Oh, yeah. Meeshell's a mermaid." Maddie tapped her chin. "Did I forget to mention that?"

"Guys, this is Meeshell, daughter of the Little Mermaid." Farrah introduced. "Meeshell, these are the Web Warriors, they're our friends."

"Hello, it's nice to speak you." Meeshell said softly, almost in a whisper. "Forgive my...appearance. My legs become a tail when I touch water."

"Wow, anything can happen in fairy tales." said Kid Arachnid.

"Uh, guys! Look!" Iron Spider pointed to Hydro Man staggering back up! He body began to turn liquid. "You can't beat me you little-"

He suddenly stopped.

"Forgive me, but I can beat you." said Meeshell, holding her hand out.

"What are you doing?!" Hydro Man grunted and growled. "I can't move!"

"You maybe made of water, but we mermaids can control it single-handedly." Meeshell explained. "So I suggest you give up already."

Hydro Man's watery face cringed with anger. "I will make you pay for this-"

Maddie whispered something to Meeshell. The remains giggled and pointed at Hydro Man.

Hydro Man then shoved his finger up his nose and moved it around inside.

"EEWWW!" Blondie squeaked. "He's picking his nose!"

"That's because I'm making him!" Meeshell giggled.

"STOP! STOP!" Hydro Man screamed, still picking and pulling his nose.

The fairytales and the Web Warriors all laughed.

Well, except Scarlet Spider. "Can we stop please? I can't watch this. It's painful."

Once the nose picking stopped, Goblin and his newly flunked Sinister Six was taken in by SHIELD.

"Way to go, you guys!" Agent Venom said. "You beat the Sinister Six!"

"It was nothing." Daring boasted. "All in a day's work for a Prince Charming."

"I think I can see why he's a beast." Kid Arachnid whispered to Scarlet Spider.

"Yeah, but I gotta say, you girly girls really came through." Scarlet complimented.

"Well, we maybe fairytales, but we can still hold our own when things get tough." Farrah said.

"Now that that's over with, we can find the magic well and get back home." Blondie said.

Right on cue, the magic well appeared.

"Wow! How's that for service?" Daring was going to jump in first until someone was shot out of it!

It was Rosabella Beauty!

"INCOMING!" Rosabella shouted.

"ROSABELLA!" Daring held his big arms out and caught the young princess.

"Daring!" Rosabella hugged her beloved beast.

"So, who do we have here?" asked Kid Arachnid.

"Guys, I'd like you to meet Rosabella Beauty, daughter of Beauty and the Beast." Daring introduced. "Oh, Rosabella! I thought I'd never see you again!" He hugged her, not too tightly of course.

"So, you weren't too upset without me, were you?" asked Rosabella with a sly smile.

"Uh..." Daring put her down. "Well, I-I wouldn't exactly say that..." He dug his foot in the ground.

The girls giggled at the romantic scene. The boys just stared in awkward silence.

The well shot out not one, but two more girls! It was Briar Beauty and Ashylnn Ella.

"What the heck?! They just keep coming?!" Scarlet Spider said.

Reacting fast, Daring caught the two princesses.

It didn't stop there. Faybelle Thorn, Apple White, Raven Queen and finally,

"There's gotta be a better way to travel!" Spider Man shouted as he was shot out of the well.

"Spidey! He's back!" Agent Venom exclaimed.

One by one, Daring caught every fallen fairy tale and Spider Man! They were all stacked on each other.

"Look! The Leaning Tower of Fairytales!" Maddie said, gleefully clapping her hands.

"Nice saves, Daring!" Rosabella said, impressed that he did something selfless.

"Well, you know me." said Daring. "Catching damsels in distress, it's a Charming thing."

"Hey! Who are you calling a damsel?!" Spider Man snipped from the top of the tower.


	11. Happy Endings and New Friendships

And so, with the fairytale teens reunited, everyone returned to May Parker's home.

Thanks to Raven's spell, the magic well was parked right outside on the front lawn.

"Lemonade?" Aunt May offered, carrying a plate of refreshments.

"Thank you." Apple White politely took a glass.

"The well won't move this time, right?" asked Spider Man.

"Don't worry, I cast a freeze-frame spell on it." said Raven. "It's not going anywhere."

"So, you guys took down Goblin and his homemade Sinister Six?" Spider Man asked his friends.

"Actually, these guys took them down." Kid Arachnid said, pointing to the fairytale teens. "We would've been Goblin toast if it weren't for them!"

"Aw, don't mention it!" Maddie said bashfully. "You would have done the same for us!"

"So let me get this straight, Jackie Frost's brother Northwind messed up the well and turned me into a beast just for kicks?!" Daring growled.

"Yeah, pretty much." said Faybelle, sitting lazily on the sofa with her feet rested on the table.

"I'm sorry, Daring." Rosabella stroked Daring's arm.

Daring looked into Rosabella's eyes. They sparkled, making him smile.

"It's okay, Rosabella." Daring held her hands. "After what I've seen today, there are worse things to be than a beast."

He leaned in to kiss her until Daring suddenly winced, as if he were in pain. He staggered and his body started to glow.

"Daring!" Rosabella and the others saw Daring begin to change.

When the glow faded away, Daring groggily got back on his feet. "Oh, my head..."

He looked and saw everyone staring at him, eyes wide and mouths hanging open.

"Oh, my..." May breathed out, her hand on her chest.

"What?" Daring looked confused.

"Daring! You're human again!" Apple exclaimed.

"Huh?!" Daring looked at his hands. They were human hands! No fur or claws! He felt his nose and there was no snout!

His short blonde hair, chiseled jaw, and handsome features have returned!

Rosabella smiled. "I guess learning an important lesson broke the spell."

Daring smiled as he scratched his head. "Heh, heh, yeah. How about that?"

"Now, about that kiss?" Rosabella pulled him closer.

Daring didn't hesitate. He embraced his Beauty and they kissed.

"Awwwww!" most of the girls cooed.

"Now that's what I call a happy ending." May said.

"I wouldn't say this story's over yet." Spider Man said. "I think you fairytales are entitled a little fun before you leave."

Raven blinked. "Fun?"

* * *

Apple, Raven, and all the fairytale teens were standing on the sandy beach of the SHIELD Triskelion.

"Wow! This place is so beautiful from here!" Apple said, seeing New York from the shore.

"And this is a lovely beach." Meeshell said, wiggling the sand between her toes.

"So, Spidey drags us here and for what?" Faybelle complained. "I should be back at school for cheerhexing practice."

"Faybelle, cheerhexing can wait." Farrah said.

"Yeah, Spidey said he has a surprise for us." Briar said.

"Surprise, surprise, ladies!" Spidey's voice said.

The girls turned and saw Aunt May with a good looking group of boys in swim trunks.

"Let the beach party begin!" A handsome boy with short brown hair and blue eyes said, carrying some pizzas.

"Uh, thanks." Apple said. "But, who are you guys?"

"Apple, call me crazy but I think that's Spider Man and the Web Warriors." Raven said.

"Huh?"

Everyone took a closer look.

Peter Parker smiled and gave a nod.

Apple blushed a little. "Oh!"

The girls were actually amazed by how handsome Spider Man was under that mask.

Blondie saw a blonde boy with a very muscular build. Her heart fluttered when he smiled in her direction.

"Is that...you, Venom?!"

"In the flesh." Flash said.

"Wait a spell," said Raven. "If this is gonna a beach party, we need to bump it up a bit."

Raven casts one of her spells and the whole beach was decked out for a party! There were tiki torches set up and lit, a table with food, and a radio that played party music.

The kind hearted Queen also conjured bathing suits for Daring and the girls to wear.

"Nice, Raven!" Peter complimented.

"No problem." Raven said. "Now, are we gonna get this party started or what?"

"YEAH!"

Everyone began to party down on the beach. There was volleyball, eating, sand castle making, and swimming.

Maddie spotted one of the boys sitting on the beach watching Meeshell and Farrah swimming. She approached him and poked him on the head.

"Hey!"

Recognizing that gruff voice, Maddie's eyes blinked open. "Scarlet Spider?! Is that you?"

Ben frowned. "Gee, nothing gets by you, does it?"

Maddie sat beside him and leaned in close. Very close.

Ben was feeling uncomfortable. "What?"

"It's just..." Maddie smiled. "you look really, really good without that mask!"

Ben stiffened a little. "You...think I look good?" Didn't Maddie notice the scar right in the middle of his face? "I never thought so..."

"Why would you say that?"

Ben pointed to his scar.

"Oh! You mean that little scratch? I hadn't noticed!"

"Little scratch? This is a scar! It goes across my face!"

"Maddie's right." Farrah said as she and Meeshell came on the shore. "It's nothing but a scratch. And I like it."

"Me too." Meeshell said, smiling.

"Uh..." Ben felt flustered when the girls sat by him.

"I agree." said Apple. "I think it makes you look rugged."

"Very rugged." Briar said.

Ben heard his friends snickering.

"Look at his face!" Miles laughed.

"Aw, Ben's blushing!" Peter taunted.

"HEY! Shut up!" Ben yelled, embarrassed.

Everyone laughed.

* * *

The big group of friends were enjoying their beach party. It was truly a day to remember.

Everyone partied until the sun went down.

"It's getting late." Raven said.

"I know, what a charming sunset." Daring said, sitting on the beach with his arm around Rosabella.

"Daring, I think Raven's saying we have to go." Apple said.

"What?! Already?!" Maddie said as she finished making a giant teapot out of sand. "But we were just starting to enjoy this place!"

"I know, Maddie. But we have to go back." Raven said. "We belong in Ever After." She waved her hands in the air and the magic well appeared.

"We're really gonna miss you guys." Peter said, putting a hand on Raven's shoulder.

"You don't have to miss us." Raven smiled.

"She's right," said Apple. "You can visit us anytime, Spider Man."

"Hex, we can always visit you too!" Briar said. "This place is a real party town!"

Peter laughed. "Oh, it can be."

Raven snapped her fingers and everyone was in their own clothes again. Then she gave Peter a hug.

"Thanks for everything, Peter." said Raven.

"No, thank you guys." Peter replied. "Meeting you all and seeing your world was an adventure I'll never forget."

"And it was awesome having you guys come to our world." said Miles. "This day is definitely one for the books."

Away from the group, Blondie and Flash held each other's hands. "I'd like to go with you, Blondie. I really would." Flash told her. "But I've got a job to do here."

"It's okay, Flash. I understand." said Blondie. "And I have a job to do back at Ever After. To be the next Goldilocks and then become the greatest reporter ever after!"

Blonde gave him a kiss on the cheek. "Besides, I'll see you around."

"Yeah..." Flash put a hand on his rosy cheek.

Maddie glomped Ben with a wonderland sized hug. "Bye, Scarlet! I mean, Ben! It's been hat-tastic meeting you!"

"Yeah, same here." Ben gave her a pat on the back. "And Maddie,"

"Yes?"

"Stay out of trouble."

"You know I will!" Maddie giggled.

Ben looked very doubtful.

"To the well, everyone!" Daring took Rosabella's hand and they jumped in together.

"See you around, guys!" Blondie said before she jumped in.

Farrah and Meeshell jumped in.

"Last one in is a witch's wart!" Faybelle said, flying into the well.

"And it won't be me!" Briar said. "See ya, Spidey!" Briar followed her frenemy down the well.

Maddie gave Ben one last hug before gleefully jumping in.

Peter looked at Apple and Raven, two amazing girls.

"Goodbye, Peter." Apple kissed his cheek.

Raven kissed Peter's other cheek.

Peter's face turned red as Apple's rose red lips.

"See you around, hero." Raven grinned.

Apple and Raven, hand in hand, jumped into the magic well.

Then the well disappeared.

"Dude! Double kissed by two hot chicks?! Score!" Flash slapped Peter on the back.

Peter just stood there, his eyes wide and face still red.

"I think he's getting over the shock." Cho said.

Ben nudged him. "Hey, wake up, punk."

Peter blinked. "Uh, s-sorry." He smiled. "Well, this has been quite a day."

"Yeah, those girls were pretty cool." Flash said. "I wonder if we'll ever see them again."

"Not too soon, I hope." Ben said.

"Come on, Ben. You liked those girls." May nudged him. "Especially that Maddie girl, she's taken quite a shine to you."

Ben sighed. "Yeah, I guess they they were alright."

"And with that note, let's keep our stories." Peter said. "Who's up for video games?"

"I'm in!" Miles raised his hand.

"And I'm gonna win!" Flash said.

The Web Warriors retired to May's house after an enchanting and adventurous day.

And for Spider Man, he'll never forget the amazing new friends he made.


End file.
